..... on the contrary it shows that the petitioners have gone back on the agreement reached between the two parties about self-cancellation of the trademark and got the trademark registered behind the back of the gb group.47. a substantial part of the hearing was spent on complaints regarding the working of ..... should be taken by anyone seeking to withdraw or transfer with or without consideration or, in any other manner, create any encumbrances on any trademarks/trade names, which rightfully belong to the company and are its valuable assets.31. it is the contention of the petitioner that while the saboo ..... : " groz beckert agrees to transfer to the new company free of charge all patents, trademarks and trade names belonging to groz-beckert or over which it has power of disposal for use in india and, if necessary, grant irrevocable licence in respect ..... of the company. in the best interest of gbs, i have taken necessary steps to restore and renew the aforementioned trademark registration in the name of gbs. the aforementioned trademark now stands renewed in the name of gbs until december, 1997 (copy of the renewal certificate is enclosed). i would ..... has been alleged in the petition that gb with the collusion of the sales department, denied the company the valid and full use of its trademark which was expressly agreed to earlier in the collaboration agreement dated april 1, 1960. clause 9(b) of the said agreement clearly provided as under .....

1. these two petitions filed by the petitioner-company under the proviso to section 79(2)(ii) of the companies act, 1956 (hereinafter referred to as "the act"), seeking sanction of this bench, to issue shares at a discount, are being disposed of by a common order, since the facts and circumstances mentioned and the prayer sought are the same.2. shri c. mohan, practising company secretary, has been heard in both the matters.3. the facts of the case are that the petitioner-company was incorporated in 1976 by shri m. sivasankar, the present managing director. the petitioner was the first to establish a steel casting unit in the state of kerala and shri sivasankar, promoter, is said to have more than two decades of experience in steel foundries. the kerala financial corporation and the state bank of india financed the petitioner to acquire the machinery and to erect the plant. although the petitioner was registered in 1976, the production could commence only in 1982. the petitioner had to face all sorts of problems right from the beginning, escalation in costs, loss of rs. 1 lakh paid as advance for machinery, delay in installation of machinery, delay in installation of arc furnace and difficulties and delay in obtaining power supply were some of the problems. in the very same year, i.e., in 1982, the kerala state electricity board imposed a drastic power cut of 80 per cent. this made the petitioner's unit crippled, production low and the resultant, losses heavy. the situation .....

..... of the petitioners regarding hijacking of gicpl by the respondents, shri chagla pointed out that it is the petitioners who had tried to hijack the subsidiary of gicpl, namely, alaukik trading and investment co. pvt. ltd. (alaukik). he pointed out that four attempts were made by the petitioners group to hijack alaukik. in or about october, 1989, the first attempt was ..... except under an order of this board--para (v). (v) restrain the board of directors of gicpl from exercising voting rights in respect of shares held by gicpl in alaukik trading and investment pvt. ltd. and baroda rayon without obtaining the directions of this board. (vii) restrain gicpl from utilising the funds for payment of the cost of litigation before this ..... petition from para 6(17) onwards are new and are not part of the petition before the gujarat high court. shri desai further pointed out that de-subsidiarisation of alaukik trading and investment pvt. co. ltd. is not an issue before the gujarat high court.he also pointed out that respondent no. 3, who has filed the stay application, has claimed ..... . this petition came up for admission and interim relief on february 20, 1992, and we directed that gicpl shall not exercise its voting rights in the general meeting of alaukik trading and investment private limited without the leave of this board. we also appointed a commissioner to authenticate the statutory books maintained by the company. we further directed that in so .....

..... board of directors of the petitioner-company on august 14, 1989, refusing the transfer of 76,694 equity shares of rs. 10 each, the details of which are annexed and marked as annexure i, presented for transfer in the name of ferrom electronics p. ltd. (hereinafter referred to as "ferrom") for the reasons stated in the board resolution.2. the facts .....

1. this application under sections 111(4) and 111(7) of the companies act, 1956 (hereinafter referred to as "the act"), has been filed by dr.jitendra nath saha and smt. bithika sana (hereinafter referred to as "the petitioners") for rectification of the register of members of respondent no. 3 (hereinafter referred to as "the company") by declaration of certain allotment of shares as invalid and direction to distribute the resultant shares in accordance with law. this application was heard on july 27, 28, 1992, by a bench constituted by order no. 11/2/92-clb(pb), dated june 5, 9, 1992, read with corrigendum dated july 15, 1992, of the company law board (hereinafter referred to as "clb").2. the third respondent is a private limited company incorporated on september 20, 1976, under the act. respondents nos. 1 and 2, namely, shri shyamal mondal and smt. mira mondal, who are husband and wife are the subscribers to the memorandum of association and also the first directors of the company. it has been stated that the four partners, namely, shri shyamal mondal, dr. jitendra nath saha, smt. bithika saha and shri h.s. gala, of a canadian firm, viz., cetus electronics, which was carrying on the business of design, development, manufacturing and marketing of electronic products and consumer goods, decided to set up in india a similar business and for the said purpose respondent no. 1 was given the responsibility to form a company in india. it is further stated that in the indian .....

1. this is a petition presented under section 17 of the companies act, 1956 (hereinafter referred to as "the act"), by the petitioner-company for confirmation by this bench of the alteration of the objects clause of the memorandum of association. by this petition, the petitioner-company proposes to add two clauses under the head "main objects" as clauses 5 and 6 which were approved at the annual general meeting held on october 15, 1990. they are : "(5) to carry on the business of financing and investment in all their branches and kinds including bills discounting, market financing, venture capital financing and other similar activities. (6) to carry on the business of real estate agents, property developers, builders, civil contractors, architects, furnishers and interior decorators".2. regarding the "bill discounting" proposed in clause 5, the petitioner has stated that the existing objects permit that business as an ancillary activity and that by the proposed amendment it wants to convert that into an additional main object. the balance-sheet annexed to the petition discloses under the head "other income" bills discount charges rs. 3,17,89,563. similarly, the petition states that the company extended market lending facilities on short-term basis to the corporate sector so as to earn better returns on these deposits. such interest received as per the balance-sheet as on march 31, 1991, amounted to rs. 11,26,600.3. in response to the notice served on the registrar of .....

1. mrs. rashmi seth has filed in all three petitions on september 24, 1991 and october 24, 1991, under section 397/398 and section 235/237/ 408 of the companies act, 1956, respectively, against chemon (india) pvt. ltd. (hereinafter referred to as "the company") and shri chetan seth, respondent no. 2, alleging oppression and mismanagement.respondent no. 2, shri chetan seth, is the husband of the petitioner.2. the admitted facts of the case are that chemon (india) pvt. ltd. was incorporated on august 25, 1975, by shri chetan seth and mrs. monica velinkar, his sister. out of the initial capital of 410 equity shares, 400 shares were subscribed by respondent no. 2 and 10 shares by his sister. the petitioner and respondent no. 2 were married in january, 1976, and she was allotted 200 shares on june 15, 1977. originally, respondent no. 2 and his sister were the directors in the company. the petitioner was inducted as additional director from june 15, 1977, and was reappointed as director at its every annual general meeting up to 1984. she resigned as a director on may 6, 1985, for business reasons.3. it has been contended by the petitioner that she was involved in the affairs and business of the company and left her job in the air india in may, 1983, to devote her full time to the family business. she was entrusted with the work of liaison with the company's principal customers and government officials and respondent no. 2 was looking after the administrative, technical and other .....

..... the company, after respondent no. 2 had been formally inducted into the company. it is in consonance with these decisions, that 10 shares of the petitioner were transferred to mr.mark werner and dr. c.l. dhawan, who are professionals. regarding the amendment of the articles, it has been pointed out that the articles of association were amended by following due ..... no board meeting was held on september 14, 1990, and the petitioner was not present and she was at bombay, on that day.regarding transfer of 10 shares to mr. mark warner and dr. c.l. dhawan, it was submitted that the petitioner has misplaced her shares and as per share transfer deeds produced, the same have been signed on behalf .....